SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                                FORM 10-Q

(Mark One)

 X  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

For the quarterly period ended           September 30, 1996          

                                   OR

    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
    EXCHANGE ACT OF 1934

For the transition period from              to             

Commission File Number 1-5007


                         TAMPA ELECTRIC COMPANY                
         (Exact name of registrant as specified in its charter)


            FLORIDA                                      59-0475140     
(State or other jurisdiction of                            (IRS Employer
 incorporation or organization)                      Identification No.)

702 North Franklin Street, Tampa, Florida                       33602   
(Address of principal executive offices)                      (Zip Code)

Registrant's telephone number, including area code:  (813) 228-4111

Indicate  by check mark whether the registrant (1) has filed all reports
required  to  be filed by Section 13 or 15(d) of the Securities Exchange
Act  of  1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days.

                       Yes    X     No           

Number  of  shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date (October 31, 1996):

                Common Stock, Without Par Value       10<PAGE>


                                                                FORM 10-Q

                     PART I.  FINANCIAL INFORMATION



Item 1.   Financial Statements

          In   the  opinion  of   management,  the  unaudited  financial

          statements  include  all adjustments (none of which were other

          than  normal  or  recurring)  necessary  to present fairly the

          results  for  the  three-month  and  nine-month  periods ended

          Sept.  30,  1996  and  1995.   Reference should be made to the

          explanatory  notes  affecting  the  income  and  balance sheet

          accounts  contained  in Tampa Electric Company's Annual Report

          on Form 10-K for the year ended Dec. 31, 1995 and to the notes

          on page 7 of this report.































                                  - 2 -<PAGE>


                                                                FORM 10-Q

                                 BALANCE SHEETS
                                 (in thousands)
                                             Sept. 30,         Dec. 31,  
                                                1996             1995    
                                     Assets
Property, plant and equipment, 
  at original cost
Utility plant in service                    $3,494,956        $2,930,178 
Construction work in progress                   64,049           475,260
                                             3,559,005         3,405,438 
Accumulated depreciation                    (1,271,244)       (1,203,284)
                                             2,287,761         2,202,154 
Other property                                   1,048               859 
                                             2,288,809         2,203,013 
Current assets                                      
Cash and cash equivalents                        1,961             3,832 
Receivables, less allowance 
  for uncollectibles                           128,919           120,273 
Inventories, at average cost  
  Fuel                                          47,255            69,977 
  Materials and supplies                        40,911            38,657 
Prepayments                                      3,051             3,547 
                                               222,097           236,286 
Deferred debits
Unamortized debt expense                        17,156            18,297 
Deferred income taxes                          103,360            94,553 
Regulatory asset - tax related                  45,431            36,931 
Other                                           49,609            50,135
                                               215,556           199,916 
                                            $2,726,462        $2,639,215 

                             Liabilities and Capital
Capital
Common stock                                $  935,519        $  851,957 
Retained earnings                              210,351           188,191 
                                             1,145,870         1,040,148 
Preferred stock, redemption not required        19,960            54,956 
Long-term debt, less amount due  
  within one year                              586,042           583,097 
                                             1,751,872         1,678,201 
Current liabilities
Long-term debt due within one year               1,045            26,030 
Notes payable                                  113,500           144,500 
Accounts payable                                97,899           117,430 
Revenue refund                                  25,000               --  
Customer deposits                               52,572            51,273 
Interest accrued                                19,058             8,921 
Taxes accrued                                   43,874            16,487 
                                               352,948           364,641 
Deferred credits
Deferred income taxes                          343,276           331,754 
Investment tax credits                          55,002            58,499 
Regulatory liability - tax related              81,562            84,489 
Other                                          141,802           121,631 
                                               621,642           596,373 
                                            $2,726,462        $2,639,215 
The accompanying notes are an integral part of the financial statements.


                                      - 3 -<PAGE>


                                                                FORM 10-Q

                              STATEMENTS OF INCOME
                                 (in thousands)

For the three months ended Sept. 30,            1996              1995   

Operating revenues                            $311,114          $308,067 

Operating expenses
Operation
  Fuel                                         101,809           108,710 
  Purchased power                               16,733            13,504 
  Other                                         41,055            39,621 
Maintenance                                     17,421            16,328 
Depreciation                                    29,487            26,009 
Taxes, federal and state income                 26,415            27,974 
Taxes, other than income                        22,137            21,974 
                                               255,057           254,120 

Operating income                                56,057            53,947 

Other income
Allowance for other funds used
  during construction                            5,773             3,234 
Other income (expense), net                        (47)            1,317 
                                                 5,726             4,551 

Income before interest charges                  61,783            58,498 

Interest charges
Interest on long-term debt                       9,671             9,526 
Other interest                                   3,656             2,521 
Allowance for borrowed funds
  used during construction                      (2,359)           (1,949)
                                                10,968            10,098 

Net income                                      50,815            48,400 
Preferred dividend requirements                    220               892 
Balance applicable to common stock            $ 50,595          $ 47,508 


The accompanying notes are an integral part of the financial statements.













                                      - 4 -<PAGE>


                                                                FORM 10-Q

                              STATEMENTS OF INCOME
                                 (in thousands)

For the nine months ended Sept. 30,             1996              1995   

Operating revenues                            $838,278          $840,957 
 
Operating expenses
Operation
  Fuel                                         288,939           295,128 
  Purchased power                               38,864            34,693 
  Other                                        121,646           119,764 
Maintenance                                     48,976            51,287 
Depreciation                                    87,551            84,893 
Taxes, federal and state income                 55,093            56,467 
Taxes, other than income                        66,591            66,952 
                                               707,660           709,184 

Operating income                               130,618           131,773 

Other income
Allowance for other funds used
  during construction                           16,218             7,554 
Other income (expense), net                       (131)             (435)
                                                16,087             7,119 

Income before interest charges                 146,705           138,892 

Interest charges
Interest on long-term debt                      29,297            28,559 
Other interest                                  11,043             7,254 
Allowance for borrowed funds
  used during construction                      (6,627)           (4,552)
                                                33,713            31,261 

Net income                                     112,992           107,631 
Preferred dividend requirements                  1,547             2,676 
Balance applicable to common stock            $111,445          $104,955 


The accompanying notes are an integral part of the financial statements.













                                      - 5 -<PAGE>


                                                                FORM 10-Q

                            STATEMENTS OF CASH FLOWS
                                 (in thousands)

For the nine months ended Sept. 30,             1996              1995   

Cash flows from operating activities
  Net income                                 $ 112,992         $ 107,631 
    Adjustments to reconcile net income
        to net cash:
      Depreciation                              87,551            84,893 
      Deferred income taxes                     (8,712)          (11,802)
      Investment tax credits, net               (3,497)           (3,575)
      Allowance for funds used
        during construction                    (22,845)          (12,106)
      Deferred recovery clause                    (426)          (13,975)
      Revenue deferral and refund               38,100            30,962 
      Amortization of coal contract buyout       2,028             1,352
      Receivables, less allowance
        for uncollectibles                      (8,646)          (19,862)
      Fuel inventories                          22,722            32,482 
      Taxes accrued                             27,387            58,513 
      Accounts payable                         (19,531)          (14,235)
      Other                                     18,430            24,324 
                                               245,553           264,602 
Cash flows from investing activities
  Capital expenditures                        (174,781)         (247,137)
  Allowance for funds used
    during construction                         22,845            12,106 
                                              (151,936)         (235,031)
Cash flows from financing activities
  Proceeds from contributed capital
    from parent                                 83,000            56,000 
  Proceeds from long-term debt                   3,058               620 
  Repayment of long-term debt                  (25,280)             (260)
  Net increase in short-term debt              (31,000)          (19,100)
  Dividends                                    (89,770)          (73,658)
  Redemption of preferred stock,
    including premium                          (35,496)               -- 
                                               (95,488)          (36,398)

Net decrease in cash and cash equivalents       (1,871)           (6,827)
Cash and cash equivalents
  at beginning of period                         3,832             7,071 
Cash and cash equivalents at end of period   $   1,961         $     244 


The accompanying notes are an integral part of the financial statements.







                                      - 6 -<PAGE>


                                                                FORM 10-Q

                      NOTES TO FINANCIAL STATEMENTS

A.        Tampa   Electric  Company  is  a  wholly-owned  subsidiary  of

     TECO Energy, Inc.



B.        The  company  has  made certain commitments in connection with

     its    continuing   construction   program.     Total  construction

     expenditures  are  estimated to be $182 million for 1996, excluding

     allowance for funds used during construction (AFUDC).



C.        During  the  first nine months of 1996, the company recognized

     $38-million  of  revenue deferrals and refunds pursuant to a multi-

     year  base  rate freeze, revenue deferral and refund plan (the 1996

     Plan)  which  the Florida Public Service Commission (FPSC) approved

     in a final order on May 20, 1996.  The company deferred $31 million

     during  the  first nine months last year in accordance with another

     plan  (the  1995  Plan)  approved  by  the  FPSC  for 1995.  A more

     complete description of the 1995 Plan and 1996 Plan is contained in

     the  company  s  Annual  Report  on  Form  10-K  for the year ended

     Dec. 31, 1995.

          A  total  of  $89  million of revenue has been recorded on the

     balance  sheet  under the 1995 and 1996 Plans, of which $64 million

     is  included  in other deferred credits.  The remaining $25 million

     is  classified in revenue refund to reflect the refund to customers

     which began Oct. 1, 1996.



D.        Certain 1995 amounts on the statements of cash flows have been

     restated to comply with the current year presentations.

                                  - 7 -<PAGE>


                                                                FORM 10-Q

Item 2.   Management's Discussion and Analysis of Financial

          Condition and Results of Operations
     Results of Operations

     Three months ended Sept. 30, 1996:

          Net  income  of  $50.6  million  in the third quarter was $3.1

     million  or  6  percent  higher than in 1995's third quarter due to

     higher  capitalized  financing  costs  (AFUDC) and higher revenues.

     Both  the  1996  and  1995  results  were net of $8 million and $14

     million  of  revenue  deferrals,  respectively,  in accordance with

     FPSC-approved  plans.    Operating income was 4 percent higher than

     1995 because of higher revenues.

          Revenues  for  the  quarter  increased 1 percent due to higher

     energy sales and the difference in the level of revenue deferrals.

          Retail  energy  sales increased 3 percent from 1995 because of

     2 percent customer growth and warmer weather.

          Total  operating expenses for the third quarter were unchanged

     from  1995.    Lower  fuel  expenses  from  effective coal contract

     administration  were offset by higher purchased power expenses from

     increased energy sales and higher depreciation.

          The  effective  income  tax  rate  for  the  third quarter was

     34.1  percent  compared  to  35.1  percent for the same period last

     year.   The decrease was primarily attributable to higher allowance

     for other funds used during construction in 1996.

          Total  AFUDC  increased  to $8 million from $5 million in 1995

     from  the additional investment in the company s Polk Power Station

     which was declared in service Sept. 30, 1996.




                                  - 8 -<PAGE>


                                                                FORM 10-Q

          Interest  expense before the allowance for borrowed funds used

     during  construction  was  11 percent higher in the current quarter

     reflecting  higher  levels  of  short-term  debt,  interest  on the

     revenue  deferrals  and the effect of the expiration of an interest

     rate swap agreement.













































                                  - 9 -<PAGE>


                                                                FORM 10-Q

     Nine months ended Sept. 30, 1996:

          Net  income of $111.4 million in the first nine months of 1996

     was  $6.5  million  or  6  percent higher than in 1995's first nine

     months  due  to higher AFUDC and increased energy sales.  Operating

     income  was  1 percent lower than in 1995 reflecting $38 million of

     revenue  deferrals  and  refunds  in accordance with the 1996 Plan.

     Operating  income  last  year  was  net  of  a  $31-million revenue

     deferral in accordance with the 1995 Plan.

          Revenues  in  the  first nine months decreased, despite higher

     retail  energy sales, because of the elimination of the oil backout

     recovery clause pursuant to the 1995 Plan, higher revenue deferrals

     and lower fuel charges to customers.  Retail energy sales increased

     4  percent  reflecting  favorable  weather, customer growth of more

     than 2 percent and a strong local economy.

          Total  operating  expenses  for  the first nine months of 1996

     were  unchanged from 1995.  Lower fuel expenses from effective coal

     contract  administration  were offset by higher purchased power and

     depreciation expense.

          The  effective  income  tax  rate for the first nine months of

     1996  was 32.7 percent compared to 34.3 percent for the same period

     last  year.    The  decrease  is  primarily  attributable to higher

     allowance for other funds used during construction in 1996.

          Total  AFUDC increased in 1996 to $23 million from $12 million

     in  1995 from the additional investment in the company s Polk Power

     Station which was declared in service Sept. 30, 1996.

          Interest  expense before the allowance for borrowed funds used

     during  construction was 13 percent higher in the first nine months

                                  - 10 -<PAGE>


                                                                FORM 10-Q

     of  the  year reflecting higher levels of short-term debt, interest

     on  the  revenue  deferrals  and  refunds  and  the  effect  of the

     expiration of an interest rate swap agreement.

















































                                  - 11 -<PAGE>


                                                                FORM 10-Q

     Liquidity, Capital Resources and Changes in Financial Condition

          The  FPSC  issued a final order in May 1996 approving a multi-

     year  base rate freeze, revenue deferral and refund plan.  The plan

     was  set  forth  in  an  agreement among the company, the Office of

     Public  Counsel  (OPC) and the Florida Industrial Power Users Group

     (FIPUG)  covering  the  years  1996  through 1998.  A more complete

     description  of  the 1996 Plan is contained in the company s Annual

     Report on Form 10-K for the year ended Dec. 31, 1995.

          In  October  1996,  the FPSC issued a final order approving an

     agreement  among  the  company, OPC and FIPUG which resolved all of

     the  pending  regulatory issues related to a prudence review of the

     company s new Polk Power Station.  This agreement provides for full

     recovery  of  the  capital  costs  not  to exceed one percent above

     $506 million, and all operation and maintenance expenses associated

     with  the  Polk  Power Station.  The agreement extends through 1999

     the  base  rate  freeze  approved in the 1996 Plan.  Customers will

     also benefit from a $25 million temporary base rate reduction to be

     reflected  as  a  credit  on  customer bills over a 15-month period

     beginning  Oct. 1, 1997.  This temporary rate reduction will offset

     refunds which might otherwise have been made in 1999 under the 1996

     Plan.    In  addition, customers will be refunded 60 percent of the

     revenues  generated  in 1999 which contribute to a return on equity

     between  12.00  percent  and  12.75  percent, and all 1999 revenues

     which contribute to a return on equity above 12.75 percent.

          Fuel  inventory  declined  from Dec. 31, 1995 due to increased

     energy sales and effective management of inventory levels.



                                  - 12 -<PAGE>


                                                                FORM 10-Q

          The increase in other deferred credits primarily reflected the

     revenue deferrals related to the 1996 Plan and the 1995 Plan.

          The $25-million balance in the revenue refund account reflects

     the  refund  to  customers  to  be  made  over  the 12-month period

     beginning  Oct.  1, 1996 under the 1996 Plan.  This refund consists

     of  $15  million  from  1996's revenues and $10 million of revenues

     deferred from 1995.

          The  decrease  in notes payable was related to the decrease in

     fuel inventory as well as the increase in deferred revenue.

          The  decrease  in  preferred  stock  reflected  the  company s

     redemption of $35 million aggregate par value of preferred stock in

     April 1996.































                                  - 13 -<PAGE>


                                                                FORM 10-Q

                       PART II.  OTHER INFORMATION


Item 6.     Exhibits and Reports on Form 8-K


       (a)  Exhibits

      12.   Ratio of earnings to fixed charges.

      27.   Financial data schedule. (EDGAR filing only)



       (b)  Reports on Form 8-K

            The  registrant  filed  a  Current  Report on Form 8-K dated
            Sept. 25, 1996 reporting under "Item 5. Other Events" on the
            agreement  among  the  company, the Office of Public Counsel
            and  the Florida Industrial Power Users Group to resolve all
            regulatory  issues  related  to  a  prudence  review  of the
            company  s  Polk Power Station, extend the current base rate
            freeze through 1999 and provide for a temporary reduction in
            base rates.

            The registrant filed a Current Report on Form 8-K dated Oct.
            9,  1996  reporting  under  "Item  5.  Other  Events" on the
            Florida  Public  Service  Commission  s  vote to approve the
            agreement  among  the  company, the Office of Public Counsel
            and  the Florida Industrial Power Users Group which resolves
            all  regulatory  issues  related to a prudence review of the
            company  s Polk Power Station, extends the current base rate
            freeze  through  1999 and provides for a temporary reduction
            in base rates.




















                                  - 14 -<PAGE>


                                                                FORM 10-Q

                               SIGNATURES



     Pursuant  to  the  requirements  of  the Securities Exchange Act of
1934,  the  registrant  has  duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.






                                               TAMPA ELECTRIC COMPANY   
                                                     (Registrant)




Dated: November 13, 1996                   By:   /s/ W. L. Griffin    
                                                   W. L. Griffin 
                                           Vice President - Controller
                                          (Principal Accounting Officer)































                                  - 15 -<PAGE>


                                                                FORM 10-Q

                            INDEX TO EXHIBITS

Exhibit No.   Description of Exhibits                            Page No.


   12.        Ratio of earnings to fixed charges                    17

   27.        Financial data schedule (EDGAR filing only)           --














































                                  - 16 -<PAGE>